Vertex Resource Group Ltd. Reports Fourth Quarter and Year End 2025 Results

Achieved annual results of $219.5 million of gross revenue and $24.1 million of adjusted EBITDA⁽¹⁾.

SHERWOOD PARK, AB, March 20, 2026 /CNW/ - (TSXV: VTX) - Vertex Resource Group Ltd. ("Vertex" or the "Company") reports its financial and operational results for the fourth quarter and year ended December 31, 2025.  The following should be read in conjunction with the Management Discussion and Analysis ("MD&A") and the audited consolidated financial statements of Vertex for the year ended December 31, 2025, which are available on SEDAR+ at www.sedarplus.ca.

Vertex reported consistent activity levels throughout the fourth quarter, demonstrating steady execution across its service offerings. The Environmental Consulting segment maintained strong performance during the period, helping to offset softer market conditions, impacting the Environmental Services segment. Overall results demonstrate stability and resilience in a challenging operating environment.

Key financial results for the three months and years ended December 31, 2025, and 2024 are as follows:

HIGHLIGHTS
	Three Months ended		Years ended
	December 31,		December 31,
(in thousands of Canadian Dollars)	2025	2024	2025	2024
Gross revenue	54,830	52,888	219,539	232,183
Less flow through subcontractor costs	3,475	408	16,392	2,216
Net revenue	51,355	52,480	203,147	229,967
Profit margin	11,123	12,860	46,847	60,293
Profit margin %	22 %	25 %	23 %	26 %
Adjusted EBITDA ^(1)	5,356	7,018	24,128	35,889
Adjusted EBITDA % ^(1)	10 %	13 %	12 %	16 %
Free cash flow ^(1)	4,557	12,070	9,753	21,185
Adjusted EBITDA per share, basic and diluted ^(1)	0.05	0.06	0.22	0.32
Loss per share, basic and diluted	(0.06)	(0.06)	(0.12)	(0.05)

(1) See "Non-IFRS Financial Measures"

HIGHLIGHTS FOR THE THREE MONTHS ENDED DECEMBER 31, 2025

• Environmental Consulting gross revenue increased by 6% compared to 2024.
• Finance costs were reduced by 25% year over year, reflecting lower interest rates and debt.
• Reduced loans and borrowings and lease liabilities by $1.9 million during the quarter.

HIGHLIGHTS FOR THE YEAR ENDED DECEMBER 31, 2025

• Environmental Consulting gross revenue increased by 6% compared to 2024.
• Environmental Consulting adjusted EBITDA⁽¹⁾ increased by 19% compared to 2024.
• General and administrative expenses decreased by $1.7 million year over year.
• Reduced loans and borrowings and lease liabilities by $10.5 million during the year.
• The Company amended the Debenture agreement to remove the convertible feature and extended the maturity date by two years.
• The Company reduced loans and borrowings, and other liabilities by 28% since December 31, 2022, strengthening its financial position after 2 major acquisitions.

OUTLOOK

Vertex expects the operating environment to continue to be influenced by broader macroeconomic and geopolitical conditions, including evolving developments in major hydrocarbon-producing regions.  While these overseas events do not have a direct impact on Vertex, prolonged unrest may have an indirect impact over time.  Activity levels have shown signs of stabilization compared to the prior year. Improving visibility and more consistent customer decision making are supporting a constructive outlook, despite ongoing external uncertainty.

While external conditions continue to impact customer behavior and the timing of project execution, management is actively driving continuous internal improvement across all areas of the business. This includes strengthening operational execution, enhancing productivity, refining cost structures, and improving project delivery discipline. The Company is executing initiatives focused on efficiency, optimized resource utilization, and more consistent financial performance, positioning Vertex to perform effectively across varying market conditions.

Vertex is experiencing increased activity levels relative to the same period last year, reflecting broader engagement across its diversified service offerings and customer base. The Company continues to see a shift toward more consistent, recurring work patterns, which reduces exposure to the pronounced peaks and lows historically associated with larger, one-time projects. Management believes this evolution is supporting improved visibility and a more balanced operating profile across the organization.

Management continues to prioritize disciplined cost management, prudent capital allocation, and maintain balance sheet flexibility. While the impact of evolving global conditions remains uncertain, the Company believes its emphasis on operational improvement, financial discipline, and execution positions Vertex well to navigate near term uncertainty and improve performance as market conditions evolve.

ABOUT VERTEX

Since 1962, Vertex has been a leading North American provider of environmental services. Headquartered in Sherwood Park, Alberta, Vertex employs a staff of approximately 1,000 employees and lease operators that provide services to help clients achieve their developmental and operational goals. From initial site selection, consultation and regulatory approval, through construction, operation and maintenance, to conclusion and environmental cleanup, Vertex provides a wide array of services to customers operating in industries such as energy, mining, utilities, private development, public infrastructure, construction, telecommunications, forestry, agriculture and government.

Vertex principally operates in Canada with select locations in the United States.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

NON-IFRS FINANCIAL MEASURES

This release includes certain terms or performance measures that are not defined under International Financial Reporting Standards ("IFRS"), including "Adjusted EBITDA". The data presented is intended to provide additional information that should not be considered in isolation or as a substitute measure of performance prepared in accordance with IFRS. The non-IFRS measures should be read in conjunction with the Company's financial statements and accompanying notes.

A)   "Adjusted EBITDA" is a non-IFRS financial measure which is calculated by adjusting net income (loss) for the sum of income taxes, finance costs including interest accretion on lease liabilities, depreciation of property and equipment and right of use assets, amortization of intangible assets, share-based compensation, restructuring costs and impairment.  The Company uses Adjusted EBITDA as an indicator of its principal business activities operational performance prior to consideration of how its activities are financed and the impact of taxation, non-cash depreciation and amortization, restructuring costs and other non-cash expenses such as impairments required under IFRS. Adjusted EBITDA does not have a standardized meaning prescribed by IFRS and is not necessarily comparable to similar measures provided by other companies. Adjusted EBITDA is used by many analysts as an important analytical tool and the management of Vertex believes it is useful for providing readers with additional clarity on Vertex's operational performance. This measure is also considered important by the Company's lenders in determining compliance by the Company with the financial covenants under its lending arrangements.

B)   "Free cash flow" is a non-IFRS financial measure.  The most directly comparable GAAP measure for free cash flow is cash flow from operating activities.  A summary of the reconciliation of cash flow from operating activities to free cash flow is set forth in the table below.  Management uses the term "free cash flow" for its own performance measure and to provide shareholders and potential investors with a measurement of the Company's efficiency and its ability to generate the cash necessary to fund its future growth expenditures, to repay debt and provide shareholder returns.

C)   "Adjusted Working Capital" is a non-IFRS financial measure which is calculated by reducing current liablities by the current portion of loans and borrowings, lease liablities and other liabilities.  Adjusted working capital is used by Vertex to monitor its capital structure, liquidity, and it's ability to fund current operations.

D)   "Adjusted EBITDA per share, basic and diluted" is a non-financial measure which is calculated by dividing adjusted EBITDA by the weighted average shares outstanding – basic and diluted.

Reconciliations of adjusted EBITDA, free cash flow and adjusted working capital are provided in the following tables.

ADJUSTED EBITDA					Three months ended			Years ended
					December 31,			December 31,
					2025	2024		2025	2024
Net loss for the period					(6,517)	(6,839)		(13,314)	(6,134)
Add:
Depreciation and amortization					7,066	3,863		25,637	23,153
Finance costs					2,275	3,016		8,961	11,498
Impairment					-	6,000		2,302	6,000
Loss on extinguishment of original debenture					2,010	-		2,010	-
Share-based compensation					22	68		75	246
Income tax (recovery) expense					500	910		(1,543)	1,126
Adjusted EBITDA					5,356	7,018		24,128	35,889

FREE CASH FLOW					Three months ended			Years ended
					December 31,			December 31,
					2025	2024		2025	2024
Cash flows from operating activities					8,449	14,561		25,077	44,342
Changes in non-cash operating working capital items					(2,411)	(7,351)		(75)	(8,377)
Maintenance capex					(2,185)	(3,143)		(10,939)	(15,533)
Cash interest					(1,389)	(2,348)		(5,847)	(8,705)
Depreciation of right of use assets - real property					(754)	(1,200)		(3,120)	(4,160)
Cash taxes					88	63		88	63
Proceeds from disposal of property and equipment					2,759	11,488		4,569	13,555
Free cash flow					4,557	12,070		9,753	21,185

ADJUSTED WORKING CAPITAL						December 31,
						2025	2024
Current assets						58,539	64,767
Current liabilities, less						58,997	61,417
Current portion of loans and borrowings						(10,403)	(12,096)
Current portion of lease liabilities						(8,838)	(8,778)
Current portion of other liabilities						-	(1,000)
Current liabilities (excluding current portion of loans and borrowings, lease liabilities, and other liabilities)						39,756	39,543
Adjusted working capital						18,783	25,224

Forward-Looking Information

This Press Release contains forward-looking statements and information ("forward-looking statements") within the meaning of applicable Canadian securities laws. The forward-looking statements contained in this Press Release are based on the expectations, estimates and projections of management of Vertex as of the date of this Press Release unless otherwise stated. The use of any of the words "believe", "expect", "anticipate", "contemplate", "target", "plan", "outlook", "potential", "estimated", "intends", "continue", "may", "will", "should" and similar expressions are intended to identify forward-looking statements. More particularly and without limitation, this Press Release contains forward-looking statements concerning anticipated financial performance; the outlook for 2025; the Company's ability to grow profitably; sufficiency of working capital; and with respect to Vertex's ability to meet evolving customer demands.

Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Investors are cautioned that forward-looking statements are based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made, and actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to the risks associated with the industries in which Vertex operates in general, such as:

• Ability to access sufficient capital from internal and external sources
• Ability to market to new customers
• Ability to obtain equipment in a timely and cost-efficient manner
• Ability to secure work
• Adjustments and cancellations of backlog
• Changes in legislation, including but not limited to tax laws and environmental regulations
• Collection of recognized revenue
• Commodity price, interest rate and exchange rate fluctuations
• Competition, ethics, and reputational risks
• Compliance with environmental laws risks
• Cyber-security risks
• Economy and cyclicality
• Geopolitical risks
• Global pandemics
• Health, safety and environmental risks
• Industry and inherent project delivery risks
• Insurance risk
• Joint venture risk
• Labour matters
• Litigation risk
• Loss of key management; ability to hire and retain qualified and capable personnel
• Maintaining safe worksites
• Operational risks
• Potential for non-payment and credit risk and ongoing financing availability
• Third party credit risk
• Unforeseen weather conditions
• Unanticipated shutdowns, work stoppages, and lockouts
• Volatility of market trading

Readers are cautioned that the foregoing list of factors is not exhaustive. Additional information on other factors that could affect the operations or financial results of the parties, and the combined company are included in reports on file with applicable securities regulatory authorities, including but not limited to: Annual Information Form for the year ended December 31, 2025, which may be accessed on Vertex's SEDAR+ profile at www.sedarplus.ca.

The forward-looking statements contained in this Press Release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as, and to the extent required by applicable securities laws.

SOURCE Vertex Resource Group Ltd.

For further information please contact: Terry Stephenson, CEO, or Sherry Bielopotocky, CFO at 780-464-3295